Funding Milestone. 1. Provided this Agreement has not been previously terminated in accordance with its terms, Buyer shall have an initial period of thirty (30) calendar days (the "Funding Milestone #1 Period") from the expiration of the Qualification Period to obtain satisfactory commitments on the Platform from BuildingBits Investors of an amount ("Funding Milestone #1") equal six percent (6%) of one million five hundred thirty thousand ($1,530,000) (the "Funding Goal"). If Funding Milestone #1 is not met by the expiration of the initial Funding Milestone #1 Period, then Seller may terminate this Agreement by delivering written notice thereof to Buyer within two (2) business days after the expiration of the initial Funding Milestone #1 Period, in which case this Agreement will terminate, the Escrow Agent shall promptly return any Exxxxxx Money on deposit with Escrow Agent to Buyer, and the parties will have no further obligations hereunder (except for obligations that are expressly intended to survive termination of this Agreement). In the event that Seller does not timely exercise the foregoing termination right, then the Funding Milestone #1 Period will be automatically extended for an additional thirty (30) calendar days. If Funding Milestone #1 is not met by the expiration of the Funding Milestone #1 Period, as extended, then Seller may terminate this Agreement by delivering written notice thereof to Buyer within two (2) business days after the expiration of the Funding Milestone #1 Period, as extended, in which case this Agreement will terminate, the Escrow Agent shall promptly return any Exxxxxx Money on deposit with Escrow Agent to Buyer, and the parties will have no further obligations hereunder (except for obligations that are expressly intended to survive termination of this Agreement). At any time within the Funding Milestone #1 Period, as it may be extended, Buyer may elect in its sole discretion to terminate this Agreement due to the actual or anticipated failure to meet Funding Milestone #1 by delivering written notice thereof to Seller, in which case this Agreement will terminate, the Escrow Agent shall promptly return any Exxxxxx Money on deposit with Escrow Agent to Buyer, and the parties will have no further obligations hereunder (except for obligations that are expressly intended to survive termination of this Agreement). When Funding Milestone #1 is met Buyer shall have two (2) business days to provide Seller or Seller’s Broker written notice that Fundi...
Funding Milestone. Borrower shall receive, after May 31, 2017 but on or before June 30, 2017, Cash proceeds of at least $10,000,000, less reasonable transaction costs not to exceed $380,000, from the sale or issuance of Borrower’s equity or Subordinated Debt securities.
Funding Milestone. On or before January 31, 2020, Borrower shall deliver to Bank (i) a fully executed equity purchase agreement providing for an aggregate equity investment in Borrower or Parent Guarantor of at least $60,000,000, on terms and from investors reasonably acceptable to Bank; and (ii) evidence reasonably satisfactory to Bank that Borrower or Parent Guarantor has received, after the Closing Date, Cash proceeds of at least $30,000,000, less reasonable transaction expenses, from the sale or issuance of Borrower’s or Parent Guarantor’s equity securities to investors reasonably acceptable to Bank.
Funding Milestone. Borrower shall achieve the Funding Milestone.
Funding Milestone. On or before December 31, 2023, Borrower shall deliver to Bank evidence reasonably satisfactory to Bank that Borrower or Parent Guarantor has received, after the Third Amendment Date, gross Cash proceeds of at least $50,000,000, less reasonable transaction expenses (including, without limitation, underwriters discounts and commissions and legal and accounting fees and expenses) from the sale or issuance of Borrower’s or Parent Guarantor’s equity securities to investors.
Funding Milestone. Borrower shall receive, after October 15, 2017 but on or before December 31, 2017, Cash proceeds of at least $12,500,000, less reasonable transaction costs not to exceed $500,000, from the sale or issuance of Borrower’s equity or Subordinated Debt securities.
5) Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement. The Agreement, as amended hereby, shall be and remain in full force and effect in accordance with its respective terms and hereby is ratified and confirmed in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Bank under the Agreement, as in effect prior to the date hereof. Borrower ratifies and reaffirms the continuing effectiveness of all agreements entered into in connection with the Agreement.
6) Borrower represents and warrants that the representations and warranties contained in the Agreement are true and correct as of the date of this Amendment.
7) This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument.
8) As a condition to the effectiveness of this Amendment, Bank shall have received, in form and substance satisfactory to Bank, the following:
a) this Amendment, duly executed by Borrower;
b) payment of all Bank Expenses, including Bank’s expenses for the documentation of this Amendment and any related documents, and any UCC, good standing or intellectual property search or filing fees, which may be debited from any of Borrower’s accounts; and
c) such other documents and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Funding Milestone. In addition to the foregoing, Licensee further agrees to meet the following Funding Milestone:
(i) obtain at least [***] dollars ($[***]) in equity or debt financing within [***] months of the Effective Date.
Funding Milestone. On or before November 30, 2008, Parent shall provide Bank with a signed term sheet with respect to the issuance of at least $4,000,000 of Parent’s convertible debt or equity securities (inclusive of $1,000,000 in convertible debt issued and outstanding to Austin Ventures as of the Closing Date), which transaction shall close on or before January 15, 2009 (the “Funding Milestone”).
Funding Milestone. On or after December 1, 2016 and on or before April 30, 2017, Borrower shall have received at least Five Million Dollars ($5,000,000) of gross cash proceeds (provided that Borrower shall only incur a reasonable amount of transaction expenses in connection therewith) from the sale or issuance of its equity securities or Subordinated Debt to investors and on terms and conditions reasonably acceptable to Bank.”
4. Section 6.9 of the Agreement hereby is amended and restated in its entirety to read as follows:
Funding Milestone. 1. Provided this Agreement has not been previously terminated in accordance with its terms, Buyer shall have an initial period of forty-five (45) calendar days (the "Funding Milestone #1 Period") from the expiration of the Qualification Period to obtain satisfactory commitments on the Platform from BuildingBits Investors of an amount ("Funding Milestone #1") equal to six percent (6%) of Four Hundred Fifty-Five Thousand Dollars ($455,00) (the "Funding Goal"). If Funding Milestone #1 is not met by the expiration of the initial Funding Milestone #1 Period, then Seller may terminate this Agreement by delivering written notice thereof to Buyer within two (2) business days after the expiration of the initial Funding Milestone #1 Period, in which case this Agreement will automatically terminate, the parties will have no further obligations hereunder (except for obligations that are expressly intended to survive termination of this Agreement) and the Exxxxxx Money shall be returned to Buyer. At any time within the Funding Milestone #1 Period, as it may be extended, Buyer may elect in its sole discretion to terminate this Agreement due to the actual or anticipated failure to meet Funding Milestone #1 by delivering written notice thereof to Seller, in which case this Agreement will terminate, the parties will have no further obligations hereunder (except for obligations that are expressly intended to survive termination of this Agreement) and the Exxxxxx Money shall be returned to Buyer.
